Ownership Limit. At any time at which the Company is required to meet the requirements of Section 856(a) of the Code in order to qualify as a REIT, with respect to each class or series of Equity Shares, 9.8% (by vote or value) of the outstanding shares of such Equity Shares.
Ownership Limit. Notwithstanding any other provision of this Third Supplemental Indenture or the Notes, no Holder of Notes (or beneficial owner of Notes) shall be entitled to exchange such Notes for shares of Common Stock to the extent that receipt of such shares would cause such Holder (or beneficial owner of Notes) (together with such Holder’s (or beneficial owner’s) affiliates) to exceed the applicable ownership limit contained in the articles of incorporation of Parent.
Ownership Limit. The issuance of the Shares to the Purchaser, together with any other shares of Common Stock or other capital stock of the Company held by the Purchaser, shall not cause the Purchaser, and, to the Purchaser’s knowledge, any other affiliated Person (as defined in the Company’s Articles of Amendment and Restatement (the “Articles”)), to own shares of capital stock of the Company in violation of the Company’s ownership limits as set forth in Section 6.2.1 of Article VI
Ownership Limit. The Company has taken and will continue to take all action necessary to ensure that issuance of the Shares to DIHC, DIHC Market Square, Inc. and PGGM pursuant to the Purchase Agreement and the Loan Agreement shall not be deemed a violation of Article 8 of the Company's articles of incorporation. Whenever PGGM or DIHC (or DIHC Market Square, Inc.) proposes to transfer any Shares to any Person, in accordance with the provisions of Section 8.03 of the articles of incorporation of the Company, the Board shall determine whether the proposed transfer would jeopardize the Company's status as a real estate investment trust (a "REIT") under Section 856 of the Internal Revenue Code of 1986, as amended. If the Board determines that it would not so jeopardize the Company's REIT status, or if it receives an opinion of counsel, which counsel and opinion are reasonably satisfactory to the Board, to the effect that such proposed transfer will not jeopardize the Company's status as a REIT, the Board shall determine that such transferee will not be treated as a "Person" within the meaning of Section 8.03(b) of the Company's articles of incorporation and therefore the ownership of Shares by such transferee will be exempt from the restrictions imposed by Article 8 of the Company's articles of incorporation. If the Board determines that the proposed transfer would jeopardize the Company's REIT status, the Company shall provide a written explanation to DIHC and PGGM of the basis for its determination and shall provide reasonable access to information regarding the Company's shareholders to DIHC and PGGM.
Ownership Limit. Notwithstanding any other provision of the Securities, no Holders of Securities shall be entitled to receive shares of Common Stock upon an exchange of Securities to the extent that receipt of such shares of Common Stock would cause such Holder (together with such Holder’s Affiliates) to exceed the ownership limit contained in the Parent Guarantor’s charter. Any attempted exchange of Securities in excess of such ownership limit, in the absence of such a waiver, shall be void to the extent of such excess, and the related Securities or portions thereof shall be returned by the Issuer to the Holder as promptly as practicable. The Issuer shall have no further obligation to the Holder with respect to such voided exchange and such Securities will be treated as if they had not been submitted for exchange. A Holder of returned Securities may resubmit such Securities for exchange at a later date subject to compliance with the terms hereof and the ownership limitations described in this Section 4.12. Notwithstanding the foregoing provisions of this Section 4.12, in the event a Holder attempts to exchange Securities but is prevented from doing so as a result of the ownership limitation, the Issuer may, at its option, pay cash to such Holder upon such exchange as provided herein.
Ownership Limit. (a) From and after the date hereof, CCOC and its Affiliates shall not, directly or indirectly, acquire beneficial ownership of any outstanding Capital Stock or Company OP Units, or any options, warrants, rights to acquire, or securities convertible into or exchangeable for, Capital Stock or Company OP Units or any voting rights in respect thereof; provided, however, that this restriction will not be breached to the extent CCOC and its Affiliates acquire Capital Stock or Company OP Units solely as a result of a stock dividend, stock split or similar transaction effectuated by the Company or Company OP, as applicable.
Ownership Limit. Notwithstanding any other provision of this Fourth Supplemental Indenture or the Notes (a) no Holder of Notes (or beneficial owner of Notes) shall be entitled to exchange such Notes for shares of Common Stock to the extent that receipt of such shares would cause such Holder (or beneficial owner of Notes) (together with such Holder’s (or beneficial owner’s) affiliates) to exceed the applicable ownership limit contained in the articles of incorporation of Parent and (b) no Holder of Notes (or beneficial owner of Notes) shall have any right to receive cash or other consideration in lieu of shares of Common Stock upon exchange of the Notes to the extent such exchange would otherwise cause (if fully exchanged into shares of Common Stock) such Holder (together with such Holder’s Affiliates) to exceed such ownership limit; provided that any such Holder shall be entitled to receive on the same basis as other Holders cash paid upon redemption or a repurchase upon a Fundamental Change.
Ownership Limit. Notwithstanding any other provision of this Sixth Supplemental Indenture or the Notes, no Holder of Notes (or beneficial owner of Notes) shall be entitled to convert such Notes for Common Shares to the extent that receipt of such shares would cause such Holder (or beneficial owner of Notes) (together with such Holder’s (or beneficial owner’s) affiliates) to exceed the applicable ownership limit contained in the declaration of trust of the Company.
Ownership Limit. (a) Notwithstanding any other provision of the Exchangeable Debentures, no Holders of Exchangeable Debentures shall be entitled to receive shares of Host REIT Common Stock upon an exchange of Exchangeable Debentures to the extent that receipt of such shares would cause such Holder (together with such Holder’s Affiliates) to exceed the ownership limit contained in the Charter of Host REIT.
Ownership Limit. Notwithstanding any other provision of this Indenture or the Securities, no Holder shall be entitled to convert such Securities for shares of Common Stock to the extent that receipt of such shares would cause such Holder (together with such Holder’s Affiliates) to exceed the applicable ownership limit contained in the Company’s by-laws (with respect to the Common Stock and the Company’s preferred stock) and the Company’s certificates of designation (with respect to the Company’s preferred stock).
